Financial Performance - The Company incurred an effective tax rate of 3.89% for the three months ended September 30, 2023, compared to 25.45% for the same period in 2022 [207]. - For the three months ended September 30, 2022, the company reported a net income of $751,052, which included interest earned of $1,272,095, offset by operating costs of $264,649 and income tax provision of $256,394 [236]. Assets and Liabilities - As of September 30, 2023, the fair value of the Company's assets and liabilities approximates the carrying amounts in the condensed balance sheets due to their short-term nature [203]. - As of September 30, 2023, assets held in the Trust Account included $52,382,270 in a non-interest bearing demand deposit account and a money market fund invested primarily in U.S. Treasury Securities [226]. - Liquidation of securities held in the Trust Account may lead to reduced interest earnings, impacting the amount available for public shareholders upon redemption or liquidation [248]. Trust Account and Financing - Approximately $235.7 million was removed from the Trust Account to pay stockholders who redeemed 22,656,774 Public Shares during the Special Meeting on April 14, 2023 [211]. - On October 13, 2023, the Company deposited $160,000 into the Trust Account, extending the Deadline Date to November 18, 2023 [233]. - The Company issued an unsecured promissory note to the Sponsor for up to $2,000,000 to finance transaction costs related to the Initial Business Combination [217]. - The Company completed a private placement of 13,040,000 private placement warrants at a purchase price of $1.00 per warrant, generating gross proceeds of approximately $13,040,000 [231]. Administrative and Operational Costs - The Company has agreed to pay an affiliate of the Sponsor a total of $10,000 per month for administrative support, incurring $30,000 and $90,000 in administrative service fees for the three and nine months ended September 30, 2023, respectively [218]. - As of September 30, 2023, the company's liquidity needs were met through a payment of $25,000 in offering costs and borrowings under a promissory note of $195,000, which was fully repaid from the IPO proceeds [237]. Regulatory and Compliance Issues - The company has raised concerns regarding its ability to continue as a going concern due to significant costs associated with acquisition plans and the potential need for additional financing [238]. - The company identified material weaknesses in its disclosure controls and procedures during the evaluation period, indicating ineffective controls [242]. - The Inflation Reduction Act of 2022 imposes a new 1% federal excise tax on stock repurchases by publicly traded U.S. corporations, which may impact the company's financial strategies [244]. - The company may face limitations on pursuing certain target companies for its Initial Business Combination due to CFIUS jurisdiction, which could affect its acquisition strategy [246].
Black Mountain Acquisition (BMAC) - 2023 Q3 - Quarterly Report